Gearbulk ESGreport 2024 Paperturn - Flipbook - Page 85
ESG REPORT 2024
Disclosure
number
Description
Reference
Requirement(s)
Reason for
omitted
omission
Comment
2-10
Not
The company is privately held by
applicable
only two shareholders. Hence, the
GRI 2 - GENERAL DISCLOSURES 2021
2-10
Nomination and
IR p. 30 - 32
selection of the
highest govern-
nomination to the highest governance
ance body
body and its committees is decided by
the shareholders. The shareholders’
agreement for Gearbulk regulate how
many directors each shareholder can
nominate to the board of directors.
2-11
Chair of the high-
IR p. 28 - 34
est governance
body
2-11
Not
Halberton Holding AG, as majority
applicable
shareholder (51%), nominates the President. Con昀氀icts of interest and Related
Party transactions are disclosed per
governance rules and the annual report.
The Chairman, a senior executive, oversees strategy with the Board but has no
independent decision-making authority.
This structure re昀氀ects the Company’s
historical setup.
2-12
Role of the
IR p. 6, 22,
The Board of directors outline the
highest govern-
28-32,
overall strategic goals for the Company
ance body in
48-50
on an annual basis. Management use
overseeing the
this as input to articulate and detail
management of
the Company’s objectives based on the
impacts
six capitals identi昀椀ed. These are then
presented to the Board of directors who
have the opportunity to comment and
challenge management, before 昀椀nally
approving the Company’s objectives for
the coming year.
2-13
Delegation of
IR p. 22, 32,
responsibility for
35
managing impacts
2-14
2-15
Role of the high-
IR p. 6, 22
The Board, uner the supervision of the
est governance
Shareholders Agreement, delegates the
body in
authority to the CEO to approve reports
sustainability
on sustainability and other non-昀椀nancial
reporting
information.
Con昀氀icts of
IR p. 32
interest
2-16
2-17
Communication of
IR p. 32, 35,
critical concerns
113
Collective
IR p. 30
The Board of directors is well informed
knowledge of the
on the latest regulatory changes on
highest
sustainability. Their commitment to
governance body
sustainability is also well re昀氀ected in
their strategic goals. The Company also
runs e-learnings on sustainability and
the Board are also obliged to complete
these on an annual basis.
85